TERMS AND CONDITIONS

Terms of Sale

Unless otherwise indicated, the following terms apply to all sales made by XpressMyself.com LLC dba SmartSign, its subsidiaries, and its affiliates, to you, the purchaser. By finalizing an order and transmitting payment or receiving the goods, you agree to be bound by these terms of sale. We may modify these terms from time to time.

1. Disputes and Arbitration Agreement.

1.1.

Initial dispute resolution.

We are available by email at customerservice@smartsign.com to address any concerns you may have regarding your purchase. Most concerns may be quickly resolved in this manner. In the event of a dispute, you agree to negotiate with SmartSign in good faith before initiating a lawsuit or an arbitration.

1.2.

Agreement to arbitrate.

If no agreement is reached within 30 days of the time initial dispute resolution is pursued, either party may initiate binding arbitration. Any controversy or claim arising out of or relating to these Terms of Sale, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association (“AAA”), excluding any rules or procedures governing or permitting class actions. The arbitration hearing shall take place in Kings County, NY. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The AAA’s Commercial Arbitration Rules will apply to any claims or demands filed by business entities. The AAA’s consumer arbitration rules will apply to any claims or demands filed by an individual.

You understand that, in light of this mandatory provision, you are waiving your rights to sue in court and have your disputes resolved by a judge or jury trial. You further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

To the extent the filing fee for the arbitration exceeds the cost of filing a lawsuit, we will pay the additional cost. If we are required to pay the additional cost of the filing fees, you should submit a request for payment of fees to AAA along with your form for initiating the arbitration, and we will make arrangements to pay all necessary fees directly to AAA. The arbitration rules also permit you to recover attorney’s fees in certain circumstances.

1.3.

Class action and class arbitration waiver

You agree that any arbitration will be conducted in your individual capacity, and not as a class action or other representative action. You expressly waive your right to file a class action or seek relief on a class basis. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable, or that an arbitration can proceed on a class basis, then the arbitration provision set forth above in section 1.2 shall be deemed void, and the parties shall be deemed to have not agreed to arbitrate disputes and any such class action shall proceed consistent with section 1.6 below.

1.4.

30-day right to opt out

You have the right to opt-out and not be bound by the arbitration and class action waiver provisions in sections 1.2 and 1.3 by emailing us at customerservice@smartsign.com within 30 days of registering an account. By not opting out, you are required to arbitrate disputes in accordance with the terms of those sections. By opting out you agree to release SmartSign from the arbitration clause in section 1.2.

1.5.

Venue.

To the extent that the arbitration provisions set forth in section 1.2 do not apply, the parties agree that any litigation between them shall be filed exclusively in state or federal courts located in Kings County, New York.

1.6.

Applicable Law.

You agree that the laws of the State of New York, without regard to principles of conflict of laws, will govern these Terms of Sale and any claim or dispute that has arisen or may arise between you and SmartSign.

1.7.

Survival.

This section 1 will survive the termination of any or all of your transactions with SmartSign.

Payment by purchase order.

SmartSign accepts purchase orders from qualified customers with proven financial stability, such as hospitals, municipalities, school districts, and certain companies. Call us at 800-952-1457, or email us at customerservice@smartsign.com to set up an account. You may be contacted by our accounting department to verify creditworthiness, and may be required to put down a deposit to place an order.

2.2.

Payment by check.

Make all checks payable to SmartSign. If you wish to pay by check, we will place your order on hold until we receive and verify a copy of your check. Mail your check, with a printed copy of the order confirmation, to: SmartSign
Attn: Accounts Receivable
300 Cadman Plaza West, Suite 1303
Brooklyn, New York 11201

2.3.

Purchasing procedures; post-order paperwork.

Orders become due and payable at the time invoice is transmitted or goods are received. SmartSign will gladly provide W-9 forms and issue invoices to its customers, but will not fill out any purchaser internal purchasing forms or other post-order paperwork. By placing an order, you agree to be governed by the terms and conditions governing post-order paperwork.

2.4.

Late payment.

For unpaid account balances, SmartSign applies a late payment charge of 1 1/3 percent per month (16 percent per year) from the payment due date, or the maximum allowed by law. Any account balance still outstanding six months after delivery of goods will be declared delinquent. We reserve the right to take any steps necessary to collect the unpaid balance and any interest. You agree to pay for any expenses SmartSign incurs in collecting any amounts past due, including attorney fees and court costs.

3. Deposits.

For orders of over $1,000, we require a deposit of 50% before production begins.

4. Delivery terms.

Processing begins the day that you finalize your design. Most stock items are shipped in 1-3 days. Most custom orders are shipped in 2-7 days. For rush orders, please email our customer service department customerservice@smartsign.com. Orders may be divided into multiple shipments. Orders can be tracked in the My Account tab. Unless otherwise specified, all delivery dates are estimates only.

5. Shipping.

We base shipping costs on carrier, shipping speed, weight, and distance. We do not charge any handling fees. Under some circumstances, we may offer promotional shipping rates, at our sole discretion. Not all items are eligible for promotional shipping. We will indicate during the checkout process whether a particular item is eligible for promotional shipping.

5.1.

Domestic shipping.

Most SmartSign products can be shipped to all U.S. addresses, including Puerto Rico, the Virgin Islands, and APO/FPO addresses. Heavy, oversized, and other such items can only be shipped to the continental U.S. and/or via standard delivery, depending on the item. APO/FPO orders are shipped standard delivery only.

Due to the cost to ship outside the continental U.S., promotional shipping, if offered, is valid only within the lower 48 states, and excludes heavy or oversized items. Unless you specify a particular shipper, SmartSign reserves the right to use the lowest-cost carrier.

5.2.

International shipping.

Most products can be shipped internationally. If outside the United States, brokerage fees, taxes and duties may apply. Promotional shipping applies only to items shipped within the 48 contiguous United States. International orders must be prepaid prior to shipping.

Some heavy or oversized items cannot be shipped internationally. We do not accept international returns.

6. Damaged goods.

All goods are sold F.O.B. Smartsign’s facilities. If your goods are damaged in transit, all claims for damage or loss must be made directly with the carrier within 7 days of receipt of goods. All shipments should be inspected upon receipt.

7. Prices and product specifications.

7.1

Prices.

7.1.a.

General conditions.

Prices are in U.S. dollars, F.O.B. SmartSign’s facilities. We are located in Brooklyn, New York, and charge New York sales tax for shipments within New York State. You may be responsible for sales or use tax within your jurisdiction.

7.1.b.

Best price guarantee.

SmartSign is committed to providing our customers with the best price available online. At SmartSign we work hard to offer the most competitive pricing available, but if you find a lower price online let us know and we will match it. If you find a lower price within 30 days of your original purchase date, we will refund you the difference. The following conditions apply:

Product specifications.

7.2.a.Compliance notice. Many of SmartSign’s products are designed to comply with one or more industry standards. However, since we have no knowledge of your specific facility or hazard, we cannot guarantee that our products will be compliant for your intended usage. Please consult your lawyer, industrial hygienist, and/or safety professional before purchasing any products, to ensure that any purchases are compliant with your local laws and regulations.

7.2.b.Products subject to change. Prices, minimums, quantities, and specifications are subject to change without notice. Colors may vary from those shown due to computer transmission and printing processes.

8. Return policy.

If our order does not satisfy you, call us within 60 days of receipt to return undamaged, unused stock products. Our return charges are as follows:

Order amount

Service charge

Restocking fee

$40 or less

None

10%

$40.01 to $999.99

$10

25%

$1000.00 or more

At SmartSign's discretion

At SmartSign's discretion

We do not accept returns of custom products, international orders, or returns made more than 60 days after delivery.

9. Order cancellation.

For stock products, cancellation notices must be received at least 24 hours before the shipment date, and may be subject to a restocking fee at our discretion.

For custom products, if you cancel before production has started, we may be able to accommodate your request, but we cannot guarantee cancellation. Once a custom order reaches the factory floor, we cannot issue any refunds. Orders usually reach the factory floor within 48 hours of approval. Some unusual or very large orders of stock products may be processed as custom orders and will be non-returnable. A SmartSign representative will contact you and secure your written consent before converting a stock product order into a custom product order.

SmartSign reserves the right to refuse any order you place with us. We may limit or cancel quantities purchased per person, per business or per order, in our sole discretion. In the event we change or cancel an order, we will attempt to notify you by contacting the e-mail, billing address, or phone number listed on the order. SmartSign reserves the right to cancel any custom orders containing profane, obscene, abusive, offensive, objectionable, or unintelligible language, or any orders that violate third-parties’ intellectual property.

10. SmartSign Limited Warranty and Limitation of Liability.

10.1.

Aluminum and reflective aluminum signs.

SmartSign warrants that all aluminum and reflective aluminum signs purchased will be free from defects in materials and workmanship for a period of ten years from the date of purchase.

This limited warranty does not apply where the defect is:

10.1.a. Due to a typographical error, whether on stock products or custom products;

10.1.b. Due to goods being used or handled in a manner, in circumstances, or for purposes other than those approved or instructed by SmartSign;

10.1.d. Due to fire, earthquake, flood, lightning, hurricane, tornado, windstorm, foreign object impact, landslide, or any other Act of God;

10.1.e. Due to damage caused by vegetation, insects, animals and other organisms.

10.1.f. Due to exposure to corrosive substances such as solvents, gasoline, pesticides, harmful cleaning compounds and similar materials.

10.1.g. Due to exposure to excessive heat or reflective heat sources.

We may require samples of the defective product before a claim is evaluated for approval. Warranty claims are limited to $2,000 per customer per calendar year; for larger warranty claims, contact customer service at customerservice@smartsign.com or 800-952-1457.

To the extent permitted by law:

a. the limited warranty provided above is in lieu of all other warranties, express or implied, including the implied warranties of merchantability and fitness for a particular purpose;

b. the limited warranty is in lieu of any other liability or obligation for damage or loss, including any direct, indirect, incidental, special, consequential or exemplary damages, arising from ownership or use of the goods;

c. repair, replacement, or credit, at SmartSign’s option, is your sole remedy for any such damage or loss; and

d. by accepting these terms, you waive any rights you might otherwise be entitled to in connection with the matters covered in this section.

To the extent permitted by law, in no event shall SmartSign be liable to you or to any third party for any indirect, incidental, special, consequential, punitive or exemplary damages, including, but not limited to lost profits, lost savings, or loss of business opportunity arising out of, or relating to any product or service provided or to be provided by SmartSign, or the use or inability to use such products or services, even if SmartSign has been advised of the possibility of such damages. To the extent permitted by law, in no event shall SmartSign’s aggregate liability to you exceed the cost of goods provided. For NJ residents, this limitation is inapplicable where attorneys’ fees, court costs, or other damages are mandated by statue.

10.2.

All other goods.

SmartSign warrants that all other goods will be free from defects in materials and workmanship for a period of 90 days from the date of delivery.

This limited warranty does not apply where (A) the defect is due to a typographical error, whether on stock products or custom products; (B) the defect is the result of the goods being used or handled in a manner, in circumstances or in purposes other than those approved or instructed by SmartSign; or (C) the defect is the result of damage due to modification, tampering, improper storage, abuse, accident, vandalism, neglect, misuse, mishandling, pressure-washing, or Act of God.

To the extent permitted by law:

a. the limited warranty provided above is in lieu of all other warranties, express or implied, including the implied warranties of merchantability and fitness for a particular purpose;

b. the limited warranty is in lieu of any other liability or obligation for damage or loss, including any direct, indirect, incidental, special, consequential or exemplary damages, arising from ownership or use of the goods;

c. repair, replacement, or credit, at SmartSign’s option, is your sole remedy for any such damage or loss; and

d. by accepting these terms, you waive any rights you might otherwise be entitled to in connection with the matters covered in this section.

To the extent permitted by law, in no event shall SmartSign be liable to you or to any third party for any indirect, incidental, special, consequential, punitive or exemplary damages, including, but not limited to lost profits, lost savings, or loss of business opportunity arising out of, or relating to any product or service provided or to be provided by SmartSign, or the use or inability to use such products or services, even if SmartSign has been advised of the possibility of such damages. To the extent permitted by law, in no event shall SmartSign’s aggregate liability to you exceed the cost of goods provided. For NJ residents, the limitation is inapplicable where attorneys’ fees, court costs, or other damages are mandated by statue.

11 General conditions.

11.1.

Indemnification

You agree to indemnify, defend and hold SmartSign harmless from all actual or alleged liability, loss, damage, cost and expense, including actual attorney's fees and court costs, to third parties resulting from your breach of this agreement, or from the use of the goods while such goods are in your or your end-user's possession or control.

In addition, you agree to defend, indemnify and hold SmartSign harmless from any and all liability, loss, damage, cost or expense, including actual attorney's fees and court costs, which SmartSign may suffer or incur arising from any patent, trademark or copyright infringement arising from this contract, actual or alleged.

You will not be required to indemnify and hold SmartSign harmless from and against any claims, liabilities, damages, losses, or expenses resulting from SmartSign’s own negligent conduct.

11.2.

Waiver; Severability; Integrated Agreement.

The failure of SmartSign to exercise or enforce any right or provision of the Terms of Sale is not a waiver of such right or provision. These Terms of Sale constitute the entire agreement between you and SmartSign, superseding any prior agreements between you and SmartSign.

If any provision of these Terms of Sale is determined to be void or unenforceable, the remaining provisions will remain in force.

These Terms of Sale constitute the entire agreement between you and the Company, superseding any other agreements, both oral and written.

Agreeing to these Terms of Sale does not affect any engagement letter or other agreements in force between you and the Company.

These Terms of Sale hereby incorporate by reference the SmartSign website terms of use and privacy policy.

These Terms of Sale were last updated on June 5, 2017.

Website terms of use

By using PetRescueStickers.com (the "Site"), you agree to the following Terms of Use. The Site is owned and operated by XpressMyself.com LLC dba SmartSign (the “Company”), based in Brooklyn, New York. We may modify these Terms from time to time. Your account may be terminated if you violate any of the Terms of Use.

1. Use of the Site.

1.1.

We try to be as accurate as possible. However, we do not warrant that product descriptions or other Site content is accurate, complete, reliable, current, or error-free. Prices and promotions are subject to change, and we cannot confirm the availability or price of an item until you place your order. Rarely, despite our best efforts, an item in our catalogue may not be available, an offer may be misstated, or an item may be mispriced.

1.2.

You agree that the Company may use your reviews, feedback, suggestions or ideas in any way, including in modifications to the Site, other products or services, or in publicity materials, and grant the Company a perpetual, royalty-free, unencumbered license to use the feedback you provide. By uploading content to the Site, you authorize the Company to display your content on its website and publicity materials, free of charge. The Company claims no intellectual property rights over any other content you upload to the Site.

1.3.

You are aware that the technical processing and transmission of the Site, including your content, may be transferred unencrypted and involve transmissions over various networks, and changed to conform and adapt to technical requirements of connecting networks or devices. The personal information you provide us, including your payment information, is stored on access-controlled, secure servers, and the people who work on SmartSign data are all trained in how to keep your information secure. All data you submit to SmartSign is encrypted and stored in PCI-compliant data centers. In the event a security breach happens, we will promptly inform you.

You agree to provide all equipment and software necessary to connect to the Site, including but not limited to a web-enabled device that is suitable to connect with and use the Site. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Site.

2. Disputes and Arbitration Agreement.

2.1.

Initial dispute resolution.

We are available by email at customerservice@smartsign.com to address any concerns you may have regarding your purchase. Most concerns may be quickly resolved in this manner. In the event of a dispute, you agree to negotiate with SmartSign in good faith before initiating a lawsuit or an arbitration.

2.2.

Agreement to arbitrate.

If no agreement is reached within 30 days of the time initial dispute resolution is pursued, either party may initiate binding arbitration. Any controversy or claim arising out of or relating to these Terms of Use, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association (“AAA”), excluding any rules or procedures governing or permitting class actions. The arbitration hearing shall take place in Kings County, NY. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The AAA’s Commercial Arbitration Rules will apply to any claims or demands filed by business entities. The AAA’s consumer arbitration rules will apply to any claims or demands filed by an individual.

You understand that, in light of this mandatory provision, you are waiving your rights to sue in court and have your disputes resolved by a judge or jury trial. You further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

To the extent the filing fee for the arbitration exceeds the cost of filing a lawsuit, we will pay the additional cost. If we are required to pay the additional cost of the filing fees, you should submit a request for payment of fees to AAA along with your form for initiating the arbitration, and we will make arrangements to pay all necessary fees directly to AAA. The arbitration rules also permit you to recover attorney’s fees in certain circumstances.

2.3.

Class action and class arbitration waiver.

You agree that any arbitration will be conducted in your individual capacity, and not as a class action or other representative action. You expressly waive your right to file a class action or seek relief on a class basis. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable, or that an arbitration can proceed on a class basis, then the arbitration provision set forth above in section 2.2 shall be deemed void, and the parties shall be deemed to have not agreed to arbitrate disputes and any such class action shall proceed consistent with section 2.6 below.

2.4.

30-day right to opt out.

You have the right to opt-out and not be bound by the arbitration and class action waiver provisions in sections 2.2 and 2.3 by emailing us at customerservice@smartsign.com within 30 days of registering an account. By not opting out, you are required to arbitrate disputes in accordance with the terms of those sections. By opting out you agree to release SmartSign from the arbitration clause in section 2.2.

2.5.

Venue.

To the extent that the arbitration provisions set forth in section 2.2 do not apply, the parties agree that any litigation between them shall be filed exclusively in state or federal courts located in Kings County, New York

2.6.

Applicable Law.

You agree that the laws of the State of New York, without regard to principles of conflict of laws, will govern these Terms of Use and any claim or dispute that has arisen or may arise between you and SmartSign

2.7.

Survival.

This section 2 will survive the termination of any or all of your transactions with SmartSign.

3. Prohibited acts.

3.1.

You agree you will not upload any content that is in violation of any applicable laws in your jurisdiction.

3.2.

You agree you will not interfere with the ability of the Company to operate and maintain the Site by uploading or transmitting any worms, viruses, Trojan horses, keyloggers, or other malware.

3.3.

You agree you will not use the Site to send unsolicited bulk messages ("spam").

3.4.

You agree you will not upload any content that is defamatory, harassing, obscene, or pornographic

3.5.

You agree to not take any action that will impose an unreasonable or disproportionate load on the Site’s infrastructure.

3.6.

You agree you will not upload any content that infringes on or misappropriates any third party’s intellectual property rights, privacy rights, contractual rights, proprietary rights, or publicity rights.

3.7.

You agree you will not attempt to access data not intended for you or for which you have no access.

4. User accounts.

4.1.

You must provide a valid email address in order to complete the signup process.

4.2.

You must be human. Accounts registered by automated methods, such as by "bot," are not allowed.

4.3.

You are responsible for maintaining the security of your account and password. The Company cannot and will not be responsible for any damage or loss resulting from your failure to secure your account or password. If you suspect that your account has been breached, it is your obligation to notify the Company of any unauthorized use of your account.

4.4.

The Site is not intended for minors under the age of 18. By accepting these Terms of Use, you represent and warrant that you are not a minor, and are at least 18 years old.

5. User content.

5.1.

You are responsible for all content posted under your account, as well as any activity that occurs under your account.

5.2.

The Company does not pre-screen uploaded user content, but reserves the right in its sole discretion to refuse or remove any content made available by the Site.

6. Third-party accounts.

6.1.

The Site may permit you to purchase goods using third-party accounts, such as PayPal and Amazon.

6.2.

By providing your third-party account credentials to the Company, you authorize the Company to access your third-party account as your agent. You authorize the Company to disclose, use and store those credentials to log in to the Site. The Company will not share your third-party account credentials, except to the extent necessary to verify your identity and transmit payment.

6.3.

The Site is not sponsored or endorsed by any third parties accessible through the Site.

7. Links to and from other websites.

7.1.

The Site may provide links to third-party websites. The Company is not responsible for the content on third-party websites, and a link does not imply sponsorship or endorsement of the third-party website’s content.

7.2.

The Company may maintain accounts on social media platforms such as Facebook, Twitter, and Instagram. Any content you post on the Company’s social media accounts is subject to the social media platform’s terms of service and privacy policies.

8. Intellectual property rights.

8.1.

All data not provided by users remains intellectual property or proprietary content owned or licensed by the Company. All such intellectual property or proprietary rights are reserved by the Company and any third-party owners of those rights.

8.2.

You agree you will not use the Company’s intellectual property or proprietary content on behalf of any third party, to create derivative works, or in connection with any product or service without the express written consent of the Company

9. Use of cookies.

9.1.

A cookie is a small piece of information stored on your computer in the form of a file. The Company uses cookies to monitor performance and to facilitate functionality of the Site.

9.2.

You may refuse the use of cookies by adjusting your browser settings, but if you do so you may not be able to use the full functionality of the Site. By using the Site, you consent to the use of cookies and the use of the data they provide.

10. Disclaimer of warranties; limitation of liability

10.1. The Company does not warrant that:

10.1.1. The Site will meet your specific requirements;

10.1.2. The Site will be uninterrupted, timely, secure, or error-free;

10.1.3. The results that may be obtained from the use of the Site will be accurate or reliable;

10.1.4. The quality of any products, services, information, or other material obtained by you through the Site will meet your expectations; and

10.1.5. Any errors in the Site will be corrected.

10.2 You expressly understand and agree that, to the extent permitted by law, the Company shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data or other intangible losses (even if the Company has been advised of the possibility of such damages), resulting from:

10.2.1. The use or the inability to use the Site;

10.2.2. The cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Site;

10.2.3. Unauthorized access to or alteration of your transmissions or data;

10.2.4. Statements or conduct of any third party on the Site; or

10.2.5. Any other matter relating to the Site.

10.3.You understand and agree that, to the extent permitted by law, in no event will the Company’s aggregate liability to you in any matter arising from or related to the Site exceed one hundred dollars, or the cost of the services provided, whichever is less. For NJ residents, this limitation is inapplicable where attorneys’ fees, court costs, or other damages are mandated by statue.

10.4.The Site is not an archival or storage service, and the Company reserves the right to limit the period of time that uploaded content is available.

11. Intellectual property complaints.

11.1. If you have a good faith belief that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, please provide the Company’s designated agent with the following information:

11.1.1. A physical or electronic signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest that is allegedly infringed;

11.1.2. Identification or description of the copyrighted work or other intellectual property that you claim has been infringed. If you are asserting infringement of an intellectual property right other than copyright, please specify the intellectual property right at issue (for example, trademark or patent);

11.1.3. Identification or description of where the material that you claim is infringing is located on the Site, with enough detail that we may find it on the Site;

11.1.4. Your postal address, telephone number, and email address;

11.1.5. A statement by you that you have a good faith belief that the use of the complained-of material is not authorized by the copyright holder or intellectual property owner, its agent, or the law; and

11.1.6. A statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

11.2. The Company’s agent designated to receive claims of copyright or other intellectual property infringement may be contacted by email at customerservice@smartsign.com. The Company has adopted and implements a policy that provides for the termination in appropriate circumstances of the accounts of users who repeatedly infringe copyrights or other intellectual property rights of the Company and others. For more details on the information required for valid DMCA notification, see 17 U.S.C. § 512(c)(3). You should be aware that, under the DMCA, claimants who make misrepresentations concerning copyright infringement may be liable for damages incurred as a result of the removal or blocking of the material, court costs, and attorney fees.

12. Assignability.

12.1. The Company may assign its rights under these Terms of Use to an affiliated company, or in the event of a merger or acquisition, to its surviving or successor entity. The Company will provide you with reasonable notice in the event of any such assignment by updating this page.

13. Termination.

13.1. These Terms of Use apply when you first use the Site, and will continue until:

13.1.1.your account is terminated; or

13.1.2.the Company ceases to provide the Site.

13.2.You are solely responsible for properly cancelling your account.

13.3.All of your content will be immediately inaccessible from the Site upon cancellation. Within 30 days of cancellation, this content will be deleted from all backups and logs. This information cannot be recovered.

13.4.The Company reserves the right to suspend or cancel your account and refuse you use of the Site for any reason at any time.

14. Privacy policy.

14.1.Data provided to the Site is subject to the SmartSign Privacy Policy. The Company reserves the right to update the Privacy Policy at any time.

15. General provisions.

15.1. The failure of the Company to exercise or enforce any right or provision of the Terms of Use is not a waiver of such right or provision. The Terms of Use constitute the entire agreement between you and the Company and govern your use of the Site, superseding any prior agreements between you and the Company (including, but not limited to, any prior versions of the Terms of Use).

15.2. If any provision of these Terms of Use is determined to be void or unenforceable, the remaining provisions of these Terms of Use will remain in force.

15.3. These Terms of Use and Privacy Policy constitute the entire agreement between you and the Company, superseding any other agreements, both oral and written.

15.4. To the extent applicable by law, you agree to indemnify, defend, and hold harmless the Company, its agents, licensors, and service providers, and their respective past and present officers, directors, employees, and representatives, from and against any and all claims, actions, demands, liabilities, costs, and expenses, including but not limited to reasonable attorney fees resulting from your breach of any provision of these Terms of Use or resulting from your use of the Site. You will not be required to indemnify and hold SmartSign harmless from and against any claims, liabilities, damages, losses, or expenses resulting from SmartSign’s own negligent conduct.

15.5. Agreeing to these Terms of Use does not affect any engagement letter or other agreements in force between you and the Company. In the event of a conflict between the Terms of Use and other agreements in force between you and the Company, these Terms of Use shall govern where they pertain to your use of the Site.